Episodic memory is defined as memory for personally experienced events bound in unique space/time contexts. Independent living and quality of life are related to the maintenance of episodic memory. Thus, episodic memory in late life is an important research focus. The first aim of this project is to examine age differences in objective measures of memory and provide new evidence on the pictorial superiority effect as an episodic memory phenomenon in the oldest-old. The second aim is to examine the contribution of individual ability differences to episodic memory performance. The proposed individual difference variables include: a) general intellectual abilities, b) demographic characteristics, c) cognitive and affective status, and d) knowledge of memory aging. The third aim is to examine subjective memory appraisal in adulthood using self-report measures of memory functioning in everyday life. The fourth aim is to provide new evidence on the psychometric properties of the practical memory concerns in adulthood survey and examine relationships among our assessments of self-reported memory ability and objective memory performance. The fifth aim is to implement a pilot intervention to test the hypothesis that memory for everyday activities in daily life can be improved by providing illustrative pictures of the to-be-performed tasks during acquisition. In addition, we will examine relationships among measures of cognitive function and the genetic, metabolic, and physical functional outcome measures included in this proposal. Specifically, we will explore hypothesized relationships between APOE *4 (Project 1), vascular status and physical function (Project 4), and cognitive function (this Project). We also anticipate that relationships may exist between resting metabolic rate and total daily energy expenditure (Project 3) and self-reported health, social activity/lifestyle characteristics, and affective status (this Project). The multidisciplinary approach in this proposal permits a unique opportunity for assessment across multiple domains of functioning, which is essential for evolving a more complete understanding of age-related changes in cognitive status and memory functioning in very old age. Given the increased prevalence of cardiovascular disease and other chronic health conditions that adversely affect cognitive functioning in very old age, we anticipate that the present research will lead to the development of multidimensional criteria to define "healthy aging" in late life.